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Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations.
−Removed: Risks Related to Our Business and Industry
+Added: Risks Related to Our Business Environment and Industry
Our operating results are subject to general economic conditions and risks associated with our real estate assets.
1 unchanged sentence
• unfavorable global and United States economic conditions (including inflation and interest rates), uncertainty in financial markets, and geopolitical tensions;
+Added: • bank failures or other liquidity constraints affecting financial institutions;
• changes in national, regional, or local economic, demographic, or real estate market conditions;
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• changes in laws, including those that increase operating expenses or limit our ability to increase rental rates.
−Removed: See “— Eviction, tenant rights, rent control, and rent stabilization laws, and other similar laws and/or regulations that limit our ability to collect rent, enforce remedies for failure to pay rent, or increase rental rates may negatively impact our rental income and profitability ”;
+Added: See “Legal and Regulatory Related Risks — Eviction, tenant rights, rent control, and rent stabilization laws, and other similar laws and/or regulations that limit our ability to collect rent, enforce remedies for failure to pay rent, or increase rental rates may negatively impact our rental income and profitability ;
• the impact of potential reforms relating to government-sponsored enterprises involved in the home finance and mortgage markets;
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Any one or more of these factors could adversely affect our business, financial condition, and results of operations.
+Added: Many factors impact the single-family rental market;
+Added: and if rents in our markets do not increase sufficiently to keep pace with rising costs of operations, our income and distributable cash could decline.
+Added: The success of our business model depends, in part, on conditions in the single-family rental market in which we operate.
+Added: One of the possible impacts on our results of operations and key operating metrics due to limitations on our ability to increase rental rates could be a decrease in gross rental revenues and other property income.
+Added: Our investment strategy is based on assumptions about occupancy levels, rental rates, interest rates, and other factors;
+Added: and if those assumptions prove to be inaccurate, our cash flows may be reduced.
+Added: Multiple economic and demographic factors may contribute to increases or decreases in homeownership rates resulting in fluctuating rental rates and average occupancy levels.
+Added: Revenues earned from our property and asset management services are sensitive to macroeconomic conditions that negatively impact rent collections and the performance of the properties we manage.
+Added: In addition, we expect that if investors like us increasingly seek to capitalize on opportunities to purchase housing assets and convert them to productive uses, competition in the market for the supply of single-family rental properties may increase and could result in a higher cost to acquire those properties.
+Added: A softening of the rental market in our core areas would reduce our rental revenue and profitability.
+Added: Inflation could adversely affect our business and financial results.
+Added: Inflation, which continued to increase during 2023, has adversely affected us by increasing the costs of products, materials, and labor needed to operate our business and could continue to adversely affect us in future periods.
+Added: The effects of inflation on our financial condition and results of operations over the past few years are primarily related to increased operating costs for the procurement of goods and service, compensation of our associates, including benefits, and financing costs in the form of interest expense.
+Added: Continued inflationary pressures could have a material impact on our results of operations in the future.
+Added: In an inflationary environment, we may not be able to raise rents sufficiently to keep up with the rate of inflation.
+Added: High levels of inflation may also negatively impact consumer income and spending, among other factors, which may adversely impact our business, financial condition, cash flows, and results of operations.
+Added: Actions by the government to stimulate the economy may increase the risk of significant inflation, which may also have an adverse impact on our business or financial results.
+Added: Increasing property taxes, insurance costs, and HOA fees may negatively affect our financial results.
+Added: As a result of our substantial real estate holdings, the cost of property taxes and insuring our properties is a significant component of our expenses.
+Added: Our properties are subject to real and personal property taxes that may increase as tax rates change and as the real properties are assessed or reassessed by taxing authorities.
+Added: As the owner of our properties, we are responsible for payment of the taxes to the applicable government authorities.
+Added: If real property taxes increase, our expenses will increase.
+Added: If we fail to pay any such taxes, the applicable taxing authority may place a lien on the real property and the real property may be subject to a tax sale.
+Added: In addition, a significant portion of our properties are located within HOAs, and we are subject to HOA rules and regulations.
+Added: HOAs have the power to increase monthly charges and make assessments for capital improvements and common area repairs and maintenance.
+Added: Property taxes, insurance costs, and HOA fees may be subject to significant increases, which can be outside of our control.
+Added: If the costs associated with property taxes, insurance, or HOA fees and assessments rise significantly and we are unable to increase rental rates due to current market conditions, rent control laws, or other regulations to offset such increases, our results of operations would be negatively affected.
+Added: Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease.
+Added: A significant outbreak of infectious disease, medical epidemic, or a pandemic may result in a widespread health crisis and may lead to an economic downturn that could negatively affect our business, results of operations, and financial condition.
+Added: To the extent our current or prospective residents experience unemployment, deteriorating financial conditions, and declines in household income, resulting from medical epidemics or pandemics, they may be unwilling or unable to pay rent in full on a timely basis or renew or enter into new leases for our homes, and our revenues and operating results could be negatively affected.
+Added: Measures put in place in response to a pandemic such as temporary eviction moratoriums if certain criteria are met by residents, deferral of missed rent payments without incurring late fees, and restrictions on rent increases may impose restrictions on our ability to enforce residents’ contractual rental obligations and limit our ability to collect and increase rents.
+Added: The resulting impact from a future pandemic or outbreak of infectious disease on rental revenues and other property income could impact our ability to make all required debt service payments and to continue paying dividends to our stockholders at expected levels or at all.
+Added: Additionally, the lingering impact of a pandemic and related containment measures may interfere with the ability of our suppliers and other business partners to carry out their assigned tasks or supply materials, products, services, or funding (in the case of our revolving credit facility) at ordinary levels of performance relative to the conduct of our business.
+Added: A general decline in business activity and demand for real estate transactions resulting from a pandemic could adversely affect (1) our ability to acquire or dispose of single-family homes on terms that are attractive or at all and (2) the value of our homes and our business such that we may recognize impairment on the carrying value of our investments in single-family residential properties and other assets subject to impairment review, including, but not limited to, goodwill.
+Added: An economic downturn resulting from a pandemic, and a disruption of, and/or instability in, the global financial markets or deteriorations in credit and financing conditions may affect our access to capital necessary to fund business operations, including acquisitions, or address maturing liabilities on a timely basis.
+Added: Disease outbreaks, epidemics, pandemics, or similar widespread public health concerns and the volatile regional and global economic conditions stemming therefrom, as well as reactions to future pandemics, could also precipitate or aggravate the other risk factors set forth in this Annual Report on Form 10-K, which in turn could materially adversely affect our business, financial condition, and results of operations.
+Added: Risks Related to our Business and Operations
We may not be able to effectively manage our growth, and any failure to do so may have an adverse effect on our business and operating results.
−Removed: Since commencing operations in 2012, we have grown rapidly, assembling a portfolio of over 80,000 homes as of December 31, 2022.
+Added: Since commencing operations in 2012, we have grown rapidly, assembling a portfolio of approximately 85,000 owned homes as of December 31, 2023 and providing property and asset management services to portfolio owners of single-family residential properties.
Our future operating results may depend on our ability to effectively manage our growth, which is dependent, in part, upon our ability to:
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A significant portion of our costs and expenses are fixed, and we may not be able to adapt our cost structure to offset declines in our revenue.
−Removed: Many of the expenses associated with our business, such as property taxes, HOA fees, insurance, utilities, acquisition, renovation and maintenance costs, and other general corporate expenses are relatively inflexible and will not necessarily decrease with a reduction in revenue from our business.
+Added: Many of the expenses associated with our business, such as property taxes, insurance, HOA fees, utilities, acquisition, renovation and maintenance costs, and other general corporate expenses are relatively inflexible and will not necessarily decrease with a reduction in revenue from our business.
Some components of our fixed assets depreciate more rapidly and require ongoing capital expenditures.
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Our rental income is affected by many factors beyond our control, such as the availability of alternative rental housing and economic conditions in our markets.
−Removed: In addition, state and local regulations may require us to maintain properties that we own, even if the cost of
−Removed: maintenance is greater than the value of the property or any potential benefit from renting the property, or pass regulations that limit our ability to increase rental rates.
+Added: In addition, state and local regulations may require us to maintain properties that we own, even if the cost of maintenance is greater than the value of the property or any potential benefit from renting the property, or pass regulations that limit our ability to increase rental rates.
As a result, we may not be able to fully offset rising costs and capital spending by increasing rental rates, which could have a material adverse effect on our results of operations and cash available for distribution.
−Removed: Increasing property taxes, HOA fees, and insurance costs may negatively affect our financial results.
−Removed: As a result of our substantial real estate holdings, the cost of property taxes and insuring our properties is a significant component of our expenses.
−Removed: Our properties are subject to real and personal property taxes that may increase as tax rates change and as the real properties are assessed or reassessed by taxing authorities.
−Removed: As the owner of our properties, we are responsible for payment of the taxes to the applicable government authorities.
−Removed: If real property taxes increase, our expenses will increase.
−Removed: If we fail to pay any such taxes, the applicable taxing authority may place a lien on the real property and the real property may be subject to a tax sale.
−Removed: In addition, a significant portion of our properties are located within HOAs and we are subject to HOA rules and regulations.
−Removed: HOAs have the power to increase monthly charges and make assessments for capital improvements and common area repairs and maintenance.
−Removed: Property taxes, HOA fees, and insurance premiums are subject to significant increases, which can be outside of our control.
−Removed: If the costs associated with property taxes, HOA fees and assessments, or insurance rise significantly and we are unable to increase rental rates due to current market conditions, rent control laws, or other regulations to offset such increases, our results of operations would be negatively affected.
−Removed: Inflation could adversely affect our business and financial results.
−Removed: Inflation, which continued to increase during 2022, has adversely affected us by increasing the costs of products, materials, and labor needed to operate our business and could continue to adversely affect us in future periods.
−Removed: The effects of inflation on our financial condition and results of operations over the past few years are primarily related to increased operating costs for the procurement of goods and service and compensation of our associates, including benefits, and financing costs in the form of interest expense.
−Removed: Continued inflationary pressures could have a material impact on our results of operations in the future.
−Removed: In an inflationary environment, we may not be able to raise rents sufficiently to keep up with the rate of inflation.
−Removed: High levels of inflation may also negatively impact consumer income and spending, among other factors, which may adversely impact our business, financial condition, cash flows, and results of operations.
−Removed: Actions by the government to stimulate the economy may increase the risk of significant inflation, which may also have an adverse impact on our business or financial results.
We recorded net losses in the past and we may experience net losses in the future.
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Competition for highly skilled managerial, investment, financial, and operational associates is intense.
−Removed: As additional large real estate investors enter into and expand their scale within the single-family rental business, we have faced increased challenges in hiring and retaining associates, and we cannot assure our stockholders that we will be successful in attracting and retaining such skilled associates.
+Added: As additional large real estate investors enter into and expand their scale within the single-family rental business, we have faced increased
+Added: challenges in hiring and retaining associates, and we cannot assure our stockholders that we will be successful in attracting and retaining such skilled associates.
If we are unable to hire and retain qualified associates as required, our growth and operating results could be adversely affected.
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Our investments are and may continue to be concentrated in our markets and in the single-family properties sector of the real estate industry, which exposes us to seasonal fluctuations in rental demand and downturns in our markets or in the single-family properties sector.
−Removed: Our investments in real estate assets are and may continue to be concentrated in our markets and in the single-family properties sector of the real estate industry.
−Removed: A downturn or slowdown in the rental demand for single-family housing caused by adverse economic, regulatory, or environmental conditions, or other events, in our markets may have a greater impact on the value of our properties or our operating results than if we had more fully diversified our investments.
+Added: Our investments in real estate assets and the investments we manage on behalf of others are and may continue to be concentrated in our markets and in the single-family properties sector of the real estate industry.
+Added: A downturn or slowdown in the rental demand for single-family housing caused by adverse economic, regulatory, or environmental conditions, or other events, in our markets may have a greater impact on the value of our owned and managed properties or our operating results than if we had more fully diversified our investments.
We believe that there are seasonal fluctuations in rental demand with demand higher in the spring and summer than in the late fall and winter.
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We can provide no assurance as to the extent property values and operating fundamentals in these markets will improve, if at all.
−Removed: If an economic downturn in these markets occurs or if we fail to accurately predict the timing of economic improvement in these markets, the value of our properties could decline and our ability to execute our business plan may be adversely affected to a greater extent than if we owned a real estate portfolio that was more geographically diversified, which could adversely affect our financial condition, operating results, and ability to make distributions to our stockholders and cause the value of our common stock to decline.
+Added: If an economic downturn in these markets occurs or if we fail to accurately predict the timing of economic improvement in these markets, the value of our properties could decline and our ability to execute our business plan may be adversely affected to a greater extent than if we owned and managed real estate portfolios that were more geographically diversified, which could adversely affect our financial condition, operating results, and ability to make distributions to our stockholders and cause the value of our common stock to decline.
We may not be able to effectively control the timing and costs relating to the renovation and maintenance of our properties, which may adversely affect our operating results and ability to make distributions to our stockholders.
−Removed: Nearly all of our properties require some level of renovation either immediately upon their acquisition or in the future following expiration of a lease or otherwise.
+Added: Most of our properties require some level of renovation either immediately upon their acquisition or in the future following expiration of a lease or otherwise.
We may acquire properties that we plan to renovate extensively.
We may also acquire properties that we expect to be in good condition only to discover unforeseen defects and problems that require extensive renovation and capital expenditures.
−Removed: To the extent properties are leased to existing residents, renovations may be postponed until the resident vacates the premises, and we will then incur the costs of renovating.
+Added: To the extent properties are leased to existing residents, renovations may be postponed until the resident vacates the premises at which time the costs of renovating will be incurred.
In addition, from time to time, we may perform ongoing maintenance or make ongoing capital improvements and replacements and perform significant renovations and repairs that resident deposits and insurance may not cover.
−Removed: Because our portfolio consists of geographically dispersed properties, our ability to adequately monitor or manage any such renovations or maintenance may be more limited or subject to greater inefficiencies than if our properties were more geographically concentrated.
+Added: Because the portfolio of homes we own and manage consists of geographically dispersed properties, our ability to adequately monitor or manage any such renovations or maintenance may be more limited or subject to greater inefficiencies than if our properties were more geographically concentrated.
Our properties have infrastructure and appliances of varying ages and conditions.
−Removed: Consequently, we routinely retain independent contractors and trade professionals to perform physical repair work and are exposed to all of the risks inherent in property renovation and maintenance, including potential cost overruns, increases in labor and materials costs, delays by contractors in completing work, delays in the timing of receiving necessary work permits, delays in receiving materials, fixtures, or appliances, certificates of occupancy, and poor workmanship.
+Added: Consequently, we routinely retain independent contractors and trade professionals to perform physical repair work and are exposed to all of the risks inherent in property renovation and maintenance, including potential cost overruns, increases in labor and materials costs, delays by contractors in completing work, delays in the timing of receiving necessary work permits, delays in receiving materials,
+Added: fixtures, or appliances, certificates of occupancy, and poor workmanship.
Labor shortages and supply chain disruptions, among other challenges, continue to affect the ability of our associates, suppliers, and other business partners to carry out their assigned tasks, provide services, or supply materials at ordinary levels of performance relative to the conduct of our business.
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Many of our positions require specialized skill sets resulting in a longer than average time period to fill position vacancies.
−Removed: If our assumptions regarding the costs or
−Removed: timing of renovation and maintenance across our properties prove to be materially inaccurate, our operating results and ability to make distributions to our stockholders may be adversely affected.
−Removed: We face significant competition in the leasing market for quality residents, which may limit our ability to lease our single-family homes on favorable terms.
+Added: If our assumptions regarding the costs or timing of renovation and maintenance across our properties prove to be materially inaccurate, our operating results and ability to make distributions to our stockholders may be adversely affected.
+Added: We face significant competition in the leasing market for quality residents, which may limit our ability to lease the single-family homes we own and manage on favorable terms.
We depend on rental income from residents for substantially all of our revenues.
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Many of these competitors may successfully attract residents with better incentives and amenities, which could adversely affect our ability to obtain quality residents and lease our single-family properties on favorable terms.
−Removed: Additionally, some competing housing options may qualify for government subsidies that may make such options more accessible and therefore more attractive than our properties.
+Added: Additionally, we may fail to receive certain subsidies that we have received in the past, while some competing housing options may qualify for such government subsidies or other government subsidies, which may render the properties of our competitors as more accessible and therefore more attractive than our properties.
This competition may affect our ability to attract and retain residents and may reduce the rental rates we are able to charge.
In addition, increases in unemployment levels and other adverse changes in economic conditions in our markets may adversely affect the creditworthiness of potential residents, which may decrease the overall number of qualified residents for our properties within such markets.
+Added: Unfavorable global and United States economic conditions (including inflation and interest rates), uncertainty in financial markets (including due to bank failures), may materially negatively impact our residents, such as being unable to access their existing cash to fulfill their payment obligations to us due to future bank failures, and our business could be negatively impacted.
We could also be adversely affected by overbuilding or high vacancy rates of homes in our markets, which could result in an excess supply of homes and reduce occupancy and rental rates.
Continuing development of apartment buildings and condominium units in many of our markets will increase the supply of housing and exacerbate competition for residents.
−Removed: In addition, government sponsored programs to promote home ownership may encourage potential renters to purchase residences rather than lease them, thereby causing a decline in the number and quality of potential residents available to us.
+Added: In addition, laudable government sponsored programs to promote home ownership may encourage potential renters to purchase residences rather than lease them, thereby causing a decline in the number and quality of potential residents available to us.
No assurance can be given that we will be able to attract and retain suitable residents.
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See “— We rely on information supplied by prospective residents in managing our business.
−Removed: Compliance with governmental laws, regulations, and covenants that are applicable to our properties or that may be passed in the future, including affordability covenants, permit, license, and zoning requirements, may adversely affect our ability to make future acquisitions, renovations, or dispositions, result in significant costs, delays, or losses, and adversely affect our growth strategy.
−Removed: Rental homes are subject to various federal, state, and local laws and regulatory requirements, including permitting, licensing, and zoning requirements.
−Removed: Local regulations, including municipal or local ordinances, restrictions, and restrictive covenants imposed by community developers may restrict our or the use of our properties and may require us to obtain approval from local officials or community standards organizations at any time with respect to our properties, including prior to acquiring any of our properties or when undertaking renovations of any of our existing properties.
−Removed: Among other things,
−Removed: these restrictions may relate to fire and safety, seismic, asbestos-cleanup, or hazardous material abatement requirements.
−Removed: Such local regulations may cause us to incur additional costs to renovate or maintain our properties in accordance with the particular rules and regulations.
−Removed: Additionally, state and local agencies may place affordability covenants on certain properties to ensure that they are used to provide affordable housing for persons or families of lower income.
−Removed: If any of our properties contain affordability covenants recorded in their chains of title, we will be forced to sell such properties at a maximum price limit as calculated per the applicable affordable housing covenant, which will likely result in us having to sell such properties below their market values.
−Removed: Our properties are also subject to federal, state, and local accessibility requirements, including and in addition to those imposed by the Americans with Disabilities Act and the Fair Housing Act.
−Removed: Any violation by us of the laws and regulations we are subject to could lead to significant fines or penalties and could limit our ability to conduct business.
−Removed: We cannot assure you that existing regulatory policies will not adversely affect us or the timing or cost of any future acquisitions, renovations, or dispositions, or that additional regulations will not be adopted that would increase such delays or result in additional costs or losses.
−Removed: Our business and growth strategies may be materially and adversely affected by our ability to obtain permits, licenses and approvals.
−Removed: Our failure to obtain such permits, licenses, and approvals could have a material adverse effect on us and cause the value of our common stock to decline.
−Removed: Eviction, tenant rights, rent control, and rent stabilization laws, and other similar laws and/or regulations that limit our ability to collect rent, enforce remedies for failure to pay rent, or increase rental rates may negatively impact our rental income and profitability.
−Removed: As the landlord of numerous properties, we are involved from time to time in evicting residents who are not paying their rent or who are otherwise in material violation of the terms of their lease.
−Removed: Eviction activities impose legal and managerial expenses that raise our costs and expose us to potential negative publicity.
−Removed: The eviction process is typically subject to legal barriers, mandatory “cure” policies, our internal policies and procedures, and other sources of expense and delay, each of which may delay our ability to gain possession and stabilize the property.
−Removed: Since the onset of the COVID-19 pandemic, there has been an increase in restrictions and other regulations regarding evictions and expansion of tenant rights by federal, state, and local governments and courts, continuing to result in additional legal and regulatory hurdles to the eviction process.
−Removed: Additionally, eviction proceedings by owners and operators of single-family homes for lease have been the focus of negative media attention, which damages our reputation.
−Removed: State and local landlord-tenant laws may impose legal duties to assist residents in relocating to new housing, or restrict the landlord’s ability to remove the resident on a timely basis or to recover certain costs or charge residents for damage residents cause to the landlord’s premises.
−Removed: Because such laws vary by state and locality, we must be familiar with and take all appropriate steps to comply with all applicable landlord-tenant laws and need to incur supervisory and legal expenses to ensure such compliance.
−Removed: Furthermore, state and local governmental agencies may introduce rent control laws or other regulations that limit our ability to increase rental rates, which may affect our rental income.
−Removed: Especially in times of recession and economic slowdown, rent control initiatives can amass significant political support.
−Removed: If rent controls unexpectedly became applicable to certain of our properties, our revenue from and the value of such properties could be adversely affected.
−Removed: For example, in 2019, the state of California passed the Tenant Protection Act of 2019, a rent control law which limits our ability to increase rental rates for existing residents and put into place protections for the terminations of tenancies.
−Removed: This law has negatively impacted our rental income from certain of the 12,216 homes we own in California as of December 31, 2022, and may continue to do so.
−Removed: To the extent that we do not comply with laws and regulations regarding eviction, tenant rights, rent control, rent stabilization, and similar matters, we may be subjected to civil litigation filed by individuals (including class actions) or actions by federal, state, or local law enforcement and, as a result, our reputation and financial results may suffer.
−Removed: We may be required to modify or cease existing business practices, pay fines and/or our adversaries’ litigation fees and expenses if judgment is entered against us in such litigation or if we settle such litigation.
−Removed: Given increasing political support for these types of laws and regulations, we believe these conditions will continue to negatively impact our business and results of operations.
−Removed: We are subject to regulatory proceedings, litigation (including class actions) and may become a target of legal demands and/or negative publicity from tenant and consumer advocacy organizations, which could directly limit and constrain our operations and may result in significant litigation expenses and reputational harm.
−Removed: We are involved in a range of legal and regulatory proceedings, claims, actions, inquiries, and investigations in the ordinary course of business.
−Removed: These legal and regulatory proceedings may include, among others, eviction proceedings and other landlord-tenant disputes, challenges to title and ownership rights, Fair Housing or other discrimination claims, disputes arising over potential violations of HOA rules and regulations, issues with local housing officials arising from the condition or maintenance of the property, outside vendor disputes, and trademark infringement and other intellectual property claims.
−Removed: Additionally, we may attract attention and become a target of legal demands, litigation, and negative publicity from tenant and consumer advocacy organizations.
−Removed: Such organizations may lobby federal, state, and local legislatures to pass new laws and regulations to constrain or limit our business operations, adversely impact our business, or may generate negative publicity for our business and harm our reputation.
−Removed: Our industry is under increasing political and regulatory scrutiny, resulting in governmental inquiries relating to the conduct of our business generally and during the COVID-19 pandemic.
−Removed: These actions or inquiries may be costly to comply with, result in negative publicity and reputational damage, require significant management time and attention, and subject us to expenses and remedies that may harm our business, including fines or demands or orders that we modify or cease existing business practices.
−Removed: Additionally, we may become subject to legal claims against us (including on a class action basis) for damages or injunctive relief and to seek to publicize our activities in a negative light.
−Removed: We cannot anticipate what form such legal actions might take or what remedies they may seek.
−Removed: Although we are not involved in any legal or regulatory proceedings that we expect would have a material adverse effect on our business, results of operations, or financial condition, such proceedings may impose on us significant litigation expenses, including settlements to avoid continued litigation or judgments for damages or injunctions.
−Removed: Our business is subject to laws and regulations regarding privacy, data protection, consumer protection, and other matters.
−Removed: Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, changes to our business practices, monetary penalties, or otherwise harm our business.
−Removed: We are subject to a variety of laws and regulations that involve matters such as:
−Removed: data protection;
−Removed: personal information;
−Removed: rights of publicity;
−Removed: distribution;
−Removed: data security;
−Removed: data retention and deletion;
−Removed: electronic contracts and other communications;
−Removed: consumer protection;
−Removed: and online payment services.
−Removed: These laws and regulations are constantly evolving and can be subject to significant change.
−Removed: As a result, the application, interpretation, and enforcement of these laws and regulations are often uncertain and may be interpreted and applied inconsistently.
−Removed: Additionally, as we depend on third parties for key services (see “— Our dependence upon third parties for key services may have an adverse effect on our operating results or reputation if the third parties fail to perform ”), we rely on such third party service providers’ compliance with laws and regulations regarding privacy, data protection, consumer protection, and other matters relating to our customers.
−Removed: There are a number of legislative proposals at both the federal and state level, as well as other jurisdictions that could impose new obligations in areas affecting our business.
−Removed: We are subject to numerous, complex, and frequently changing laws, regulations, and contractual obligations designed to protect personal information.
−Removed: Various federal and state privacy and data security laws, such as the California Consumer Privacy Act, further expanded by the California Privacy Rights Act, and Nevada Privacy Law, or other regulatory standards create data privacy rights for users, including more ability to control how their data is shared with third parties.
−Removed: These laws and regulations, as well as any associated inquiries or investigations or any other government actions, may be costly to comply with, require significant management time and attention, and subject us to remedies that may harm our business, including fines and other sanctions resulting from any related breaches of data privacy regulations or demands or orders that we modify or cease existing business practices.
−Removed: Accidental or willful security breaches or other unauthorized access to our information systems or the systems of our service providers, or the existence of computer viruses or malware (such as ransomware) in our or their data or software could expose us to a risk of information loss, business disruption, and misappropriation of proprietary and confidential information, including information relating to our residents and the personal information of our associates or third parties.
−Removed: Such an event could disrupt our business and result in, among other things, unfavorable publicity, damage to our reputation, loss of our competitive information, litigation by affected parties and possible financial obligations for liabilities and damages related to the theft or misuse of such information, significant remediation costs, disruption of key business operations and significant diversion of our resources, as well as, any of which could have a material adverse effect on our business, profitability and financial condition.
−Removed: See “— Security breaches and other disruptions could compromise our information systems and expose us to liability, which would cause our business and reputation to suffer.
Our evaluation of properties involves a number of assumptions that may prove inaccurate, which could result in us paying too much for properties we acquire and/or overvaluing our properties or our properties failing to perform as we expect.
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Poor performance by such third-party service providers may reflect poorly on us and could significantly damage our reputation among desirable residents.
−Removed: In the event of fraud or misconduct by a third
−Removed: party, we could also be exposed to material liability and be held responsible for damages, fines, or penalties and our reputation may suffer.
+Added: In the event of fraud or misconduct by a third party, we could also be exposed to material liability and be held responsible for damages, fines, or penalties and our reputation may suffer.
In the event of failure by our general contractors to pay their subcontractors, our properties may be subject to filings of mechanics or materialmen liens, which we may need to resolve to remain in compliance with certain debt covenants, and for which indemnification from the general contractors may not be available.
−Removed: Title defects could lead to material losses on our investments in our properties.
−Removed: Our title to a property may be challenged for a variety of reasons, and in such instances title insurance may not prove adequate.
−Removed: For example, while we do not lend to homeowners and accordingly do not foreclose on a home, our title to properties we acquire at foreclosure auctions may be subject to challenge based on allegations of defects in the foreclosure process undertaken by other parties.
−Removed: In addition, we have in the past, and may from time to time in the future, acquire a number of our properties on an “as is” basis, at auctions or otherwise.
−Removed: When acquiring properties on an “as is” basis, title commitments are often not available prior to purchase and title reports or title information may not reflect all senior liens, which may increase the possibility of acquiring houses outside predetermined acquisition and price parameters, purchasing residences with title defects and deed restrictions, HOA restrictions on leasing, or purchasing the wrong residence without the benefit of title insurance prior to closing.
−Removed: Although we use various policies, procedures, and practices to assess the state of title prior to purchase and obtain title insurance if an acquired property is placed into a securitization facility in connection with a mortgage loan financing, there can be no assurance that these policies and procedures will be effective, which could lead to a material if not complete loss on our investment in such properties.
−Removed: For properties we acquire at auction, we similarly may not obtain title insurance prior to purchase, and we are not able to perform the type of title review that is customary in acquisitions of real property.
−Removed: As a result, our knowledge of potential title issues will be limited, and title insurance protection may not be in place.
−Removed: This lack of title knowledge and insurance protection may result in third parties having claims against our title to such properties that may materially and adversely affect the values of the properties or call into question the validity of our title to such properties.
−Removed: Without title insurance, we are fully exposed to, and would have to defend ourselves against, such claims.
−Removed: Further, if any such claims are superior to our title to the property we acquired, we risk loss of the property purchased.
−Removed: Increased scrutiny of title matters could lead to legal challenges with respect to the validity of the sale.
−Removed: In the absence of title insurance, the sale may be rescinded, and we may be unable to recover our purchase price, resulting in a complete loss.
−Removed: Title insurance obtained subsequent to purchase offers little protection against discoverable defects because they are typically excluded from such policies.
−Removed: In addition, any title insurance on a property, even if acquired, may not cover all defects or the significant legal costs associated with obtaining clear title.
−Removed: Any of these risks could adversely affect our operating results, cash flows, and ability to make distributions to our stockholders.
We are subject to certain risks associated with bulk portfolio acquisitions and dispositions and acquisitions through an auction process.
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Our strategy to acquire homes from third-party homebuilders could subject us to significant risks that could adversely affect our financial condition, cash flows, and operating results, and the strategy may be restricted by governmental regulations and zoning requirements.
−Removed: We recently began, and expect to continue, entering into contracts with homebuilder counterparties for the acquisition of new homes.
−Removed: Pursuant to these contracts, which are generally entered into in a single negotiated transaction, homes will be delivered to us pursuant to a negotiated delivery schedule.
+Added: We expect to continue entering into contracts with homebuilder counterparties for the acquisition of new homes.
+Added: Pursuant to these contracts, homes will be delivered to us pursuant to a negotiated delivery schedule.
We have made commitments for future fundings, and there can be no assurance that funding will be available to us for such purposes.
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Additionally, governmental laws, regulations, and zoning requirements may be imposed that restrict our ability to purchase homes from third-party homebuilders that are intended for rental purposes in areas where we would like to invest.
−Removed: Contingent or unknown liabilities could adversely affect our financial condition, cash flows, and operating results.
−Removed: Assets and entities that we have acquired or may acquire in the future may be subject to unknown or contingent liabilities for which we may have limited or no recourse against the sellers.
−Removed: Unknown or contingent liabilities might include liabilities for, or with respect to, liens attached to properties, unpaid property tax, utilities, or HOA charges for which a subsequent owner remains liable, clean-up or remediation of environmental conditions or code violations, claims of customers, vendors, or other persons dealing with the acquired entities, and tax liabilities.
−Removed: Purchases of single-family properties acquired at auction, in short sales, from lenders, or in portfolio purchases typically involve few or no representations or warranties with respect to the properties and may allow us limited or no recourse against the sellers.
−Removed: Such properties also often have unpaid tax, utility, and HOA liabilities which we may be obligated to pay but fail to anticipate.
−Removed: As a result, the total amount of costs and expenses that we may incur with respect to liabilities associated with acquired properties and entities may exceed our expectations, which may adversely affect our operating results and financial condition.
−Removed: Additionally, such properties may be subject to covenants, conditions, or restrictions that restrict the use or ownership of such properties, including prohibitions on leasing.
−Removed: We may not discover such restrictions during the acquisition process and such restrictions may adversely affect our ability to operate such properties as we intend.
−Removed: In particular, under a Florida statutory framework implemented by certain Florida jurisdictions, a violation of the relevant building codes, zoning codes, or other similar regulations applicable to a property may result in a lien on that property and all other properties owned by the same violator and located in the same county as the property with the code
−Removed: violation, even though the other properties might not be in violation of any code.
−Removed: Until a municipal inspector verifies that the violation has been remedied and any applicable fines have been paid, additional fines accrue on the amount of the lien and the lien may not be released, in each case even at those properties that are not in violation.
−Removed: As a practical matter, it might be possible to obtain a release of these liens without remedying the property in violation through other methods, such as payment of an amount to the relevant county, although no assurance can be given that this option will necessarily be available or how long such a process would take.
−Removed: A significant number of our residential properties are part of HOAs and we and our residents are subject to the rules and regulations of such HOAs, which are subject to change and which may be arbitrary or restrictive, and violations of such rules may subject us to additional fees and penalties and litigation with such HOAs, which would be costly.
−Removed: A significant number of our properties are located within HOAs, which are private entities that regulate the activities of owners and occupants of, and levy assessments on, properties in a residential subdivision.
−Removed: The HOAs in which we own our properties may have enacted or may from time to time enact onerous or arbitrary rules that restrict our ability to restore, market, lease, or operate our properties in accordance with our investment strategy, or require us to restore or maintain such properties at standards or costs that are in excess of our planned budgets.
−Removed: Some HOAs impose limits on the number of property owners who may lease their homes, which, if met or exceeded, would cause us to incur additional costs to sell the property and opportunity costs from lost rental revenue.
−Removed: Furthermore, we may have residents who violate HOA rules and incur fines for which we may be liable as the property owner and for which we may not be able to obtain reimbursement from the resident.
−Removed: Additionally, the governing bodies of the HOAs in which we own property may not make important disclosures about the properties or may block our access to HOA records, initiate litigation, restrict our ability to sell our properties, impose assessments, or arbitrarily change the HOA rules.
−Removed: We may be unaware of or unable to review or comply with HOA rules before purchasing a property, and any such excessively restrictive or arbitrary regulations may cause us to sell such property at a loss, prevent us from leasing such property, or otherwise reduce our cash flow from such property, which would have an adverse effect on our returns on these properties.
−Removed: Several states have enacted laws that provide that a lien for unpaid monies owed to an HOA may be senior to or extinguish mortgage liens on properties.
−Removed: Such actions, if not cured, may give rise to events of default under certain of our indebtedness, which could have a material adverse impact on us.
−Removed: Vacant properties could be difficult to lease, which could adversely affect our revenues.
−Removed: The properties we acquire may often be vacant at the time of closing, and we may acquire multiple vacant properties in close geographic proximity to one another.
+Added: Unoccupied homes could be difficult to lease, which could adversely affect our revenues.
+Added: The properties we acquire may often be vacant at the time of closing, and we may acquire multiple unoccupied homes in close geographic proximity to one another.
We may not be successful in locating residents to lease the individual properties that we acquire as quickly as we had expected, or at all.
Even if we are able to place residents as quickly as we had expected, we may incur vacancies in the future and may not be able to re-lease those properties without longer than assumed delays, which may result in increased renovation and maintenance costs and opportunity costs from lost revenues.
−Removed: Vacant homes may also be at risk for fraudulent activity which could impact our ability to lease a home.
+Added: Unoccupied homes may also be at risk for fraudulent activity which could impact our ability to lease a home.
As a result, if vacancies continue for a longer period of time than we expect or indefinitely, we may suffer reduced revenues, incur additional operating expenses and capital expenditures, and our homes could be substantially impaired, all of which may have a material adverse effect on us.
−Removed: Leasing fraud could adversely affect our business, financial condition, and results of operations.
−Removed: Criminals are using increasingly sophisticated methods to engage in illegal activities such as leasing fraud.
−Removed: As we make more of our services available over the internet, we subject ourselves to new types of leasing fraud risk.
−Removed: Unrelated third parties have developed “fake landlord” scams posing as Invitation Homes and fraudulently collecting rent on properties they do not own.
−Removed: Furthermore, increases in fraudulent applications lead to a higher rate of delinquency, and coupled with lingering effects of COVID-19 pandemic and legal and regulatory barriers to the eviction process, it allows for unqualified residents to remain in our homes for longer periods of time.
−Removed: We devote significant resources to discover and discourage fraudulent activities, and we use a variety of tools to protect against fraud;
−Removed: however, these tools may not always be successful.
−Removed: Fraudulent activities could result in lost revenue and increased expenses, including costs related to damages to our homes from occupants who do not maintain them, diversion of time from our personnel, and development of measures to combat these activities, or otherwise disrupt our operations.
−Removed: Allegations of fraud may further result in fines, settlements, litigation expenses, and reputational damage.
We rely on information supplied by prospective residents in managing our business.
−Removed: We evaluate prospective residents in a standardized manner through the use of a third party resident screening vendor partner.
+Added: We evaluate prospective residents in a standardized manner through the use of a third-party resident screening vendor partners.
Our resident screening process includes obtaining appropriate identification, a thorough evaluation of credit history and household income, a review of the applicant’s rental history, and a background check for criminal activity.
−Removed: We make leasing decisions based on information in rental applications completed by a prospective resident and screened by our third party partner, and we cannot be certain that this information is accurate.
+Added: We make leasing decisions based on information in rental applications completed by a prospective resident and screened by our third-party partners, and we cannot be certain that this information is accurate.
Additionally, these applications are submitted to us at the time we evaluate a prospective resident, and we do not require residents to provide us with updated information during the terms of their leases, notwithstanding the fact that this information can, and frequently does, change over time.
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Alternatively, to the extent that a lease term exceeds one year, we may lose the opportunity to raise rents in an appreciating market and be locked into a lower rent until such lease expires.
−Removed: Many factors impact the single-family rental market, and if rents in our markets do not increase sufficiently to keep pace with rising costs of operations, our income and distributable cash could decline.
−Removed: The success of our business model depends, in part, on conditions in the single-family rental market in which we operate.
−Removed: One of the possible impacts on our results of operations and key operating metrics due to the ongoing restrictions on rent increases imposed in certain jurisdictions in response to the COVID-19 pandemic could be a decrease in gross rental revenues and other property income.
−Removed: Our investment strategy is based on assumptions about occupancy levels, rental rates, interest rates, and other factors;
−Removed: and if those assumptions prove to be inaccurate, our cash flows and profitability may be reduced.
−Removed: Multiple economic and demographic factors may contribute to increases or decreases in homeownership rates resulting in fluctuating rental rates and average occupancy levels.
−Removed: In addition, we expect that as investors like us increasingly seek to capitalize on opportunities to purchase housing assets and convert them to productive uses, the supply of single-family rental properties available to invest in will decrease, which may increase competition for residents, limit our strategic opportunities, and increase the cost to acquire those properties.
−Removed: A softening of the rental market in our core areas would reduce our rental revenue and profitability.
We may not have control over timing and costs arising from renovating our properties, and the cost of maintaining rental properties can be higher than the cost of maintaining owner-occupied homes, which will affect our results of operations and may adversely impact our ability to make distributions to our stockholders.
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A rental property may need repairs and/or improvements after each resident vacates the premises, the costs of which may exceed any security deposit provided to us by the resident when the rental property was originally leased.
−Removed: Accordingly, the cost of maintaining rental properties can be higher than the cost of maintaining owner-occupied
−Removed: homes, which will affect our results of operations and may adversely impact our ability to make distributions to our stockholders.
+Added: Accordingly, the cost of maintaining rental properties can be higher than the cost of maintaining owner-occupied homes, which will affect our results of operations and may adversely impact our ability to make distributions to our stockholders.
Declining real estate valuations and impairment charges could adversely affect our financial condition and operating results.
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Even if we do not determine that it is necessary or appropriate to record an impairment loss, a reduction in the intrinsic value of a property would become manifest over time through reduced income from the property and would therefore affect our earnings and financial condition.
−Removed: We are highly dependent on information systems, and systems failures could significantly disrupt our business, which may, in turn, negatively affect us and the value of our common stock.
−Removed: Our operations are dependent upon our information systems that support our business processes, including marketing, leasing, vendor communications, finance, intercompany communications, our resident portals, and property management service platforms, which include certain automated processes that require access to telecommunications or the Internet, each of which is subject to system security risks.
−Removed: Certain critical components of our platform are dependent upon third party service providers, and a significant portion of our business operations are conducted over the Internet.
−Removed: As a result, we could be severely impacted by a catastrophic occurrence, such as a natural disaster or a terrorist attack, or a circumstance that disrupted access to telecommunications, the Internet, or operations at our third party service providers, including viruses that could penetrate network security defenses and cause system failures and disruptions of operations.
−Removed: Even though we believe we utilize appropriate duplication and back-up procedures, a significant outage in telecommunications, the Internet, or at our third party service providers could negatively impact our operations.
−Removed: Security breaches and other disruptions could compromise our information systems and expose us to liability, which would cause our business and reputation to suffer.
−Removed: Information security risks have generally increased in recent years due to the rise in new technologies and the increased sophistication and activities of perpetrators of cyberattacks.
−Removed: In the ordinary course of our business, we acquire and store sensitive data, including intellectual property, our proprietary business information, and personally identifiable information of our prospective and current residents, employees, and third party service providers.
−Removed: The secure processing and maintenance of such information is critical to our operations and business strategy.
−Removed: Despite our security measures, our information technology and infrastructure are subject to ongoing threats and attacks and may be vulnerable to attacks by malicious third parties or breached due to employee error, malfeasance, or other disruptions.
−Removed: Due to the nature of some of the attacks, there is a risk that they may remain undetected for a period of time.
−Removed: Since the techniques used to obtain unauthorized access to systems, or to otherwise sabotage them, change frequently and are often not recognized until launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative measures.
−Removed: While we have invested in the protection of data and information technology and implemented processes, procedures, and internal controls that are designed to mitigate cybersecurity risks and cyber intrusions, there can be no assurance that our efforts will prevent cyber incidents or security breaches.
−Removed: Any such breach could compromise our networks and the information stored therein could be accessed, publicly disclosed, misused, lost, or stolen.
−Removed: Any such access, disclosure or other loss of information could result in legal claims or proceedings, misstated or unreliable financial data, liability under laws that protect the privacy of personal information, regulatory penalties, disruption to our operations and the services we provide to customers, or damage our reputation, any of which could adversely affect our results of operations, reputation, and competitive position.
−Removed: We maintain cyber liability insurance;
−Removed: however, this insurance may not be sufficient to cover the financial, legal, business, or reputational losses that may result from an interruption or breach of our systems.
−Removed: In connection with our flexible work arrangements, a significant number of our associates based at our headquarters and local offices work remotely on a recurring basis.
−Removed: An extended period of remote work arrangements could strain our business continuity plans, introduce operational risk, including, but not limited to cybersecurity risks, and impair our ability to manage our business.
−Removed: United States regulators have also increased their focus on cyber security vulnerabilities and risks.
−Removed: Compliance with laws and regulations concerning cyber security, data governance, and data protection could result in significant expense, and any failure to comply could result in proceedings against us by regulatory authorities or other third parties.
−Removed: In March 2022, the SEC proposed amendments to its existing rules to enhance and standardize disclosures regarding cybersecurity risk management, strategy, governance, and cybersecurity incident reporting by all registrants, including us.
−Removed: The proposed rules, if finalized, impose additional reporting obligations on us, and we could face substantial increased costs.
−Removed: See “— Our business is subject to laws and regulations regarding privacy, data protection, consumer protection, and other matters.
−Removed: Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, changes to our business practices, monetary penalties, or otherwise harm our business.
Our participation in joint venture investments may limit our ability to invest in certain markets, and we may be adversely affected by our lack of sole decision-making authority, our reliance on joint venture partners’ financial condition, and disputes between us and our joint venture partners.
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In such an event, the value of the affected properties would be reduced by the amount of any such uninsured loss, and we could experience a significant loss of capital invested and potential revenues in such properties and could potentially remain obligated under any recourse debt associated with such properties.
−Removed: Inflation, changes in building codes and ordinances, environmental considerations, and other factors might also keep us from using insurance proceeds to replace or renovate a particular property after it has been damaged or destroyed.
−Removed: Under those circumstances, the insurance proceeds we receive
−Removed: might be inadequate to restore our economic position in the damaged or destroyed property.
+Added: Inflation, changes in building codes and ordinances, environmental considerations, and other factors might also keep us from using insurance proceeds to replace or renovate a
+Added: particular property after it has been damaged or destroyed.
+Added: Under those circumstances, the insurance proceeds we receive might be inadequate to restore our economic position in the damaged or destroyed property.
Any such losses could adversely affect us and cause the value of our common stock to decline.
+Added: There can be no assurance that we are adequately insured to protect against potential casualty losses and liabilities, and we may elect to self-insure against certain potential losses, accept higher deductibles, utilize an insurance captive, or reduce the amount of coverage in response to excessive insurance premium increases.
In addition, we may have no source of funding to repair or reconstruct the damaged home, and we cannot assure that any such sources of funding will be available to us for such purposes in the future.
−Removed: Eminent domain could lead to material losses on our investments in our properties.
−Removed: Governmental authorities may exercise eminent domain to acquire the land on which our properties are built in order to build roads and other infrastructure.
−Removed: Any such exercise of eminent domain would allow us to recover only the fair value of the affected properties.
−Removed: In addition, “fair value” could be substantially less than the real market value of the property for a number of years, and we could effectively have no profit potential from properties acquired by the government through eminent domain.
We may have difficulty selling our real estate investments, and our ability to distribute all or a portion of the net proceeds from any such sale to our stockholders may be limited.
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For example, we may be required to hold our properties for a minimum period of time and comply with certain other requirements in the Internal Revenue Code of 1986, as amended (the “Code”), or dispose of our properties through a taxable REIT subsidiary (“TRS”), in which case we will incur corporate level tax on any net gains from such dispositions.
−Removed: Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease.
−Removed: A significant outbreak of infectious disease, medical epidemic, or a pandemic, such as the COVID-19 pandemic, may result in a widespread health crisis and may lead to an economic downturn that could negatively affect our business, results of operations, and financial condition.
−Removed: To the extent our current or prospective residents experience unemployment, deteriorating financial conditions, and declines in household income, resulting from medical epidemics or pandemics, they may be unwilling or unable to pay rent in full on a timely basis or renew or enter into new leases for our homes, and our revenues and operating results could be negatively affected.
−Removed: Measures put in place in response to a pandemic such as temporary eviction moratoriums if certain criteria are met by residents, deferral of missed rent payments without incurring late fees, and restrictions on rent increases may impose restrictions on our ability to enforce residents’ contractual rental obligations and limit our ability to collect and increase rents, which has been the case with COVID-19.
−Removed: Our residents’ inability or refusal to meet their lease obligations may reduce our cash flows, which has been the case with COVID-19.
−Removed: The resulting impact from a future pandemic or outbreak of infectious disease on rental and other property income could impact our ability to make all required debt service payments and to continue paying dividends to our stockholders at expected levels or at all.
−Removed: Additionally, the lingering impact of a pandemic and related containment measures may interfere with the ability of our suppliers and other business partners to carry out their assigned tasks or supply materials, products, services, or funding (in the case of our revolving credit facility) at ordinary levels of performance relative to the conduct of our business, which has been the case with COVID-19.
−Removed: A general decline in business activity and demand for real estate transactions resulting from a pandemic could adversely affect (1) our ability to acquire or dispose of single-family homes on terms that are attractive or at all and (2) the value of our homes and our business such that we may recognize impairment on the carrying value of our investments in single-family residential properties and other assets subject to impairment review, including, but not limited to, goodwill.
−Removed: An economic downturn resulting from a pandemic, and a disruption of, and/or instability in, the global financial markets or deteriorations in credit and financing conditions may affect our access to capital necessary to fund business operations, including acquisitions, or address maturing liabilities on a timely basis.
−Removed: The extent to which the COVID-19 pandemic, or any future pandemic, ultimately impacts our operations depends on future developments, which remain highly uncertain and cannot be predicted with confidence, including the scope of the pandemic, the proliferation of variants, the availability, distribution, acceptance, and efficacy of vaccines and therapeutic drugs, and the direct and indirect economic effects of the pandemic, containment measures, monetary and/or fiscal policies implemented to provide support or relief to businesses and/or residents, and other government, regulatory, and/or legislative changes precipitated by a pandemic, among others.
−Removed: Disease outbreaks, epidemics, pandemics, or similar widespread public health concerns and the volatile regional and global economic conditions stemming therefrom, as well as reactions to future pandemics or resurgences of COVID-19, could also precipitate or aggravate the other risk factors set forth in this Annual Report on Form 10-K, which in turn could materially adversely affect our business, financial condition and results of operations.
+Added: We may encounter challenges in effectively providing the professional property and asset management services we offer to owners of single-family home portfolios on a contractual basis.
+Added: Our failure to effectively perform professional property and asset management functions or to effectively manage the expanded portfolio of properties we manage could materially and adversely affect us.
+Added: There can be no assurance that we will be able to effectively manage a significant increase in the number of properties we manage.
+Added: The potential difficulties we may encounter in providing professional property and asset management services may include, without limitation:
+Added: • our inability to effectively perform the property and asset management services at the level and/or the cost that we anticipate or as a result of a failure to allocate sufficient resources to meet those needs;
+Added: • our inability to manage the complexities associated with hiring and retaining key personnel required to provide property and asset management services to the increased number of properties we manage as we grow;
+Added: • integrating additional regulatory and legal compliance controls and financial reporting practices and controls into our business;
+Added: • failure to have received comprehensive diligence regarding the properties or existing tenants that we manage, which may have impaired our assessment of the engagement;
+Added: • potential unknown liabilities and unforeseen increased expenses associated with property and asset management;
+Added: • performance shortfalls as a result of the diversion of management’s attention caused by a significant increase in the number of properties we manage.
+Added: For all these reasons, it is possible that providing professional property and asset management services could result in the distraction of our management or inconsistencies in our operations, services, standards, controls, policies, and procedures, any of which could adversely affect our business and financial results.
We are employing a business model with a limited track record, which may make our business difficult to evaluate.
2 unchanged sentences
Entry into this market by large, well-capitalized investors is a relatively recent trend, so few peer companies exist and none have yet established long-term track records that might assist us in predicting whether our business model and investment strategy can be implemented and sustained over an extended period of time.
−Removed: It may be difficult for you to evaluate our potential future performance without the benefit of established long-term track records from companies implementing a similar business model.
+Added: It may be difficult to evaluate our potential future performance without the benefit of established long-term track records from companies implementing a similar business model.
We may encounter unanticipated problems as we continue to refine our business model, which may adversely affect our results of operations and ability to make distributions to our stockholders and cause our stock price to decline significantly.
2 unchanged sentences
As a result, an investment in our common stock may entail more risk than an investment in the common stock of a real estate company with a substantial operating history.
−Removed: If we are unable to operate our business successfully, we would not be able to generate sufficient cash flow to make or sustain distributions to our stockholders, and you could lose all or a portion of the value of your ownership in our common stock.
+Added: If we are unable to operate our business successfully, we would not be able to generate sufficient cash flow to make or sustain distributions to our stockholders, and stockholders could lose all or a portion of the value of their ownership in our common stock.
Our ability to successfully operate our business and implement our operating policies and investment strategy depends on many factors, including:
4 unchanged sentences
• our ability to compete with other investors entering the single-family rental industry;
−Removed: • costs that are beyond our control, including title litigation, litigation with residents or tenant organizations, legal compliance, property taxes, HOA fees, and insurance;
+Added: • costs that are beyond our control, including title litigation, litigation with residents or tenant organizations, legal compliance, property taxes, insurance, and HOA fees;
• judicial and regulatory developments affecting landlord-tenant relations that may affect or delay our ability to dispossess or evict occupants or increase rental rates;
2 unchanged sentences
In addition, we face significant competition in acquiring attractive properties on advantageous terms, and the value of the properties that we acquire may decline substantially after we purchase them.
+Added: Legal and Regulatory Related Risks
+Added: Compliance with existing governmental laws, regulations, and covenants (or those that may be enacted in the future) that are applicable to the properties we own and manage on behalf of others, including affordability covenants, permit, license,
+Added: and zoning requirements, may adversely affect our ability to make future acquisitions, renovations, or dispositions, result in significant costs, delays, or losses, and adversely affect our growth strategy.
+Added: Rental homes are subject to various federal, state, and local laws and regulatory requirements, including permitting, licensing, and zoning requirements.
+Added: Brokerage of real estate leasing transactions and the provision of property management services require us and our associates to maintain applicable licenses in each state in which we perform these services.
+Added: If we and our associates fail to maintain our licenses, conduct these activities without a license, or violate any of the regulations covering our licenses, we may be required to pay fines or return commissions received or have our licenses suspended or revoked.
+Added: Local regulations, including municipal or local ordinances, restrictions, and restrictive covenants imposed by community developers may restrict our or the use of our properties and may require us to obtain approval from local officials or community standards organizations at any time with respect to our properties, including prior to acquiring any of our properties or when undertaking renovations of any of our existing properties.
+Added: Among other things, these restrictions may relate to fire and safety, seismic, asbestos-cleanup, or hazardous material abatement requirements.
+Added: Such local regulations may cause us to incur additional costs to renovate or maintain our properties in accordance with the particular rules and regulations.
+Added: Additionally, state and local agencies may place affordability covenants on certain properties to ensure that they are used to provide affordable housing for persons or families of lower income.
+Added: If any of our properties contain affordability covenants recorded in their chains of title, we will be forced to sell such properties at a maximum price limit as calculated per the applicable affordable housing covenant, which will likely result in us having to sell such properties below their market values.
+Added: Our properties are also subject to federal, state, and local accessibility requirements, including and in addition to those imposed by the Americans with Disabilities Act and the Fair Housing Act.
+Added: Any violation by us of the laws and regulations we are subject to could lead to significant fines or penalties and could limit our ability to conduct business.
+Added: We cannot assure you that existing regulatory policies will not adversely affect us or the timing or cost of any future acquisitions, renovations, or dispositions, or that additional regulations will not be adopted that would increase such delays or result in additional costs or losses.
+Added: Our business and growth strategies may be materially and adversely affected by our ability to obtain permits, licenses, and approvals.
+Added: Our failure to obtain such permits, licenses, and approvals could have a material adverse effect on us and cause the value of our common stock to decline.
+Added: Eviction, tenant rights, rent control, and rent stabilization laws, and other similar laws and/or regulations that limit our ability to collect rent, enforce remedies for failure to pay rent, or increase rental rates may negatively impact our rental income and profitability.
+Added: While acting as the landlord for the numerous properties we own and manage on behalf of others, we are involved from time to time in evicting residents who are not paying their rent or who are otherwise in material violation of the terms of their lease.
+Added: Eviction activities impose legal and managerial expenses that raise costs and expose us to potential negative publicity.
+Added: The eviction process is typically subject to legal barriers, mandatory “cure” policies, our internal policies and procedures, and other sources of expense and delay, each of which may delay our ability to gain possession and stabilize the property.
+Added: There has recently been an increase in restrictions and other regulations regarding evictions and expansion of tenant rights by federal, state, and local governments and courts, continuing to result in additional legal and regulatory hurdles to the eviction process.
+Added: Additionally, eviction proceedings by owners and operators of single-family homes for lease have been the focus of negative media attention, which damages our reputation.
+Added: State and local landlord-tenant laws may impose legal duties to assist residents in relocating to new housing, or restrict the landlord’s ability to remove the resident on a timely basis or to recover certain costs or charge residents for damage residents cause to the landlord’s premises.
+Added: Because such laws vary by state and locality, we must be familiar with and take all appropriate steps to comply with all applicable landlord-tenant laws and need to incur supervisory and legal expenses to ensure such compliance.
+Added: Furthermore, state and local governmental agencies may introduce rent control laws or other regulations that limit our ability to increase rental rates, which may affect our rental income.
+Added: Especially in times of recession and economic slowdown, rent control initiatives can amass significant political support.
+Added: If rent controls unexpectedly became applicable to certain of our properties, our revenue from and the value of such properties could be adversely affected.
+Added: For example, in 2019, the state of California passed the Tenant Protection Act of 2019, a rent control law which limits our ability to increase rental rates for existing residents and put into place protections for the terminations of tenancies.
+Added: This law has negatively impacted our rental income from certain of the 11,862 homes we own in California as of December 31, 2023, and may continue to do so.
+Added: To the extent that we do not comply with laws and regulations regarding eviction, tenant rights, rent control, rent stabilization, and similar matters, we may be subjected to civil litigation filed by individuals (including class actions) or actions by federal, state, or local law enforcement and, as a result, our reputation and financial results may suffer.
+Added: We may be required to modify or cease existing business practices, pay fines and/or our adversaries’ litigation fees and expenses if judgment is entered against us in such litigation or if we settle such litigation.
+Added: Given increasing political support for these types of laws and regulations, we believe these conditions will continue to negatively impact our business and results of operations.
+Added: We are subject to regulatory proceedings and litigation (including class actions) and may become a target of legal demands and/or negative publicity from tenant and consumer advocacy organizations, which could directly limit and constrain our operations and may result in significant litigation expenses and reputational harm.
+Added: We are involved in a range of legal and regulatory proceedings, claims, actions, inquiries, and investigations in the ordinary course of business.
+Added: These legal and regulatory proceedings may include, among others, eviction proceedings and other landlord-tenant disputes, challenges to title and ownership rights, Fair Housing or other discrimination claims, disputes arising over potential violations of HOA rules and regulations, issues with local housing officials arising from the condition or maintenance of the property, outside vendor disputes, and trademark infringement and other intellectual property claims.
+Added: Additionally, we may attract attention and become a target of legal demands, litigation, and negative publicity from tenant and consumer advocacy organizations.
+Added: Such organizations may lobby federal, state, and local legislatures to pass new laws and regulations to constrain or limit our business operations, adversely impact our business, or may generate negative publicity for our business and harm our reputation.
+Added: Our industry is under increasing political and regulatory scrutiny, resulting in governmental inquiries relating to the conduct of our business.
+Added: These actions or inquiries may be costly to comply with, result in negative publicity and reputational damage, require significant management time and attention, and subject us to expenses and remedies that may harm our business, including fines or demands or orders that we modify or cease existing business practices.
+Added: Additionally, we may become subject to legal claims against us (including on a class action basis) for damages or injunctive relief and to seek to publicize our activities in a negative light.
+Added: We cannot anticipate what form such legal actions might take or what remedies they may seek.
+Added: Although we are not involved in any legal or regulatory proceedings that we expect would have a material adverse effect on our business, results of operations, or financial condition, such proceedings may impose on us significant litigation expenses, including settlements to avoid continued litigation or judgments for damages or injunctions.
+Added: Contingent or unknown liabilities could adversely affect our financial condition, cash flows, and operating results.
+Added: Assets and entities that we have acquired or may acquire in the future may be subject to unknown or contingent liabilities for which we may have limited or no recourse against the sellers.
+Added: Unknown or contingent liabilities might include liabilities for, or with respect to, liens attached to properties, unpaid property tax, utilities, or HOA charges for which a subsequent owner remains liable, clean-up or remediation of environmental conditions or code violations, claims of customers, vendors, or other persons dealing with the acquired entities, and tax liabilities.
+Added: Purchases of single-family properties acquired at auction, in short sales, from lenders, or in portfolio purchases typically involve few or no representations or warranties with respect to the properties and may allow us limited or no recourse against the sellers.
+Added: Such properties also often have unpaid tax, utility, and HOA liabilities which we may be obligated to pay but fail to anticipate.
+Added: As a result, the total amount of costs and expenses that we may incur with respect to liabilities associated with acquired properties and entities may exceed our expectations, which may adversely affect our operating results and financial condition.
+Added: Additionally, such properties may be subject to covenants, conditions, or restrictions that restrict the use or ownership of such properties, including prohibitions on leasing.
+Added: We may not discover such restrictions during the acquisition process and such restrictions may adversely affect our ability to operate such properties as we intend.
+Added: In particular, under a Florida statutory framework implemented by certain Florida jurisdictions, a violation of the relevant building codes, zoning codes, or other similar regulations applicable to a property may result in a lien on that property and all other properties owned by the same violator and located in the same county as the property with the code violation, even though the other properties might not be in violation of any code.
+Added: Until a municipal inspector verifies that the violation has been remedied and any applicable fines have been paid, additional fines accrue on the amount of the lien and the lien may not be released, in each case even at those properties that are not in violation.
+Added: As a practical matter, it might be possible to obtain a release of these liens without remedying the property in violation through other methods, such as payment of an amount to the relevant county, although no assurance can be given that this option will necessarily be available or how long such a process would take.
+Added: Title defects could lead to material losses on our investments in our properties.
+Added: Our title to a property may be challenged for a variety of reasons, and in such instances title insurance may not prove adequate.
+Added: For example, while we do not lend to homeowners and accordingly do not foreclose on a home, our title to properties we acquire at foreclosure auctions may be subject to challenge based on allegations of defects in the foreclosure process undertaken by other parties.
+Added: In addition, we have in the past, and may from time to time in the future, acquire a number of our properties on an “as is” basis, at auctions or otherwise.
+Added: When acquiring properties on an “as is” basis, title commitments are often not available prior to purchase and title reports or title information may not reflect all senior liens, which may increase the possibility of acquiring houses outside predetermined acquisition and price parameters, purchasing residences with title defects and deed restrictions, HOA restrictions on leasing, or purchasing the wrong residence without the benefit of title insurance prior to closing.
+Added: Although we use various policies, procedures, and practices to assess the state of title prior to purchase and obtain title insurance if an acquired property is placed into a securitization facility in connection with a mortgage loan financing, there can be no assurance that these policies and procedures will be effective, which could lead to a material if not complete loss on our investment in such properties.
+Added: For properties we acquire at auction, we similarly may not obtain title insurance prior to purchase, and we are not able to perform the type of title review that is customary in acquisitions of real property.
+Added: As a result, our knowledge of potential title issues will be limited, and title insurance protection may not be in place.
+Added: This lack of title knowledge and insurance protection may result in third parties having claims against our title to such properties that may materially and adversely affect the values of the properties or call into question the validity of our title to such properties.
+Added: Without title insurance, we are fully exposed to, and would have to defend ourselves against, such claims.
+Added: Further, if any such claims are superior to our title to the property we acquired, we risk loss of the property purchased.
+Added: Increased scrutiny of title matters could lead to legal challenges with respect to the validity of the sale.
+Added: In the absence of title insurance, the sale may be rescinded, and we may be unable to recover our purchase price, resulting in a complete loss.
+Added: Title insurance obtained subsequent to purchase offers little protection against discoverable defects because they are typically excluded from such policies.
+Added: In addition, any title insurance on a property, even if acquired, may not cover all defects or the significant legal costs associated with obtaining clear title.
+Added: Any of these risks could adversely affect our operating results, cash flows, and ability to make distributions to our stockholders.
+Added: A significant number of the single-family residential properties we own and manage on behalf of others are part of HOAs, and we and our residents are subject to the rules and regulations of such HOAs, which are subject to change and which may be arbitrary or restrictive, and violations of such rules may subject us to additional fees and penalties and litigation with such HOAs, which would be costly.
+Added: A significant number of the properties we own and manage on behalf of others are located within HOAs, which are private entities that regulate the activities of owners and occupants of, and levy assessments on, properties in a residential subdivision.
+Added: The HOAs of which our properties are part may have enacted or may from time to time enact onerous or arbitrary rules that restrict our ability to restore, market, lease, or operate properties in accordance with our investment strategy, or require us to restore or maintain such properties at standards or costs that are in excess of our planned budgets.
+Added: Some HOAs impose limits on the number of property owners who may lease their homes, which, if met or exceeded, would cause us to incur additional costs to sell the property and opportunity costs from lost rental revenue.
+Added: Furthermore, residents may violate HOA rules and incur fines for which the owner of the property may be liable and for which we may not, on
+Added: behalf of the owner, be able to obtain reimbursement from the resident.
+Added: Additionally, the governing bodies of the HOAs in which we own property may not make important disclosures about the properties or may block our access to HOA records, initiate litigation, restrict our ability to sell our properties, impose assessments, or arbitrarily change the HOA rules.
+Added: We may be unaware of or unable to review or comply with HOA rules before purchasing a property, and any such excessively restrictive or arbitrary regulations may cause us to sell such property at a loss, prevent us from leasing such property, or otherwise reduce our cash flow from such property, which would have an adverse effect on our returns on these properties.
+Added: Several states have enacted laws that provide that a lien for unpaid monies owed to an HOA may be senior to or extinguish mortgage liens on properties.
+Added: Such actions, if not cured, may give rise to events of default under certain of our indebtedness, which could have a material adverse impact on us.
+Added: Leasing fraud could adversely affect our business, financial condition, and results of operations.
+Added: Criminals are using increasingly sophisticated methods to engage in illegal activities such as leasing fraud.
+Added: As we make more of our services available over the internet and through mobile applications, we subject ourselves to new types of leasing fraud risk.
+Added: Unrelated third parties have developed “fake landlord” scams posing as Invitation Homes and fraudulently collecting rent on properties they do not own.
+Added: Furthermore, increases in fraudulent applications lead to a higher rate of delinquency, and coupled with legal and regulatory barriers to the eviction process, it allows for unqualified residents to remain in our homes for longer periods of time.
+Added: We devote significant resources to discover and discourage fraudulent activities, and we use a variety of tools to protect against fraud;
+Added: however, these tools may not always be successful.
+Added: Fraudulent activities could result in lost revenue and increased expenses, including costs related to damages to the homes we own and manage on behalf of others from occupants who do not maintain them, diversion of time from our personnel, and development of measures to combat these activities, or otherwise disrupt our operations.
+Added: Allegations of fraud may further result in fines, settlements, litigation expenses, and reputational damage.
+Added: Eminent domain could lead to material losses on our investments in our properties.
+Added: Governmental authorities may exercise eminent domain to acquire the land on which our properties are built in order to build roads and other infrastructure.
+Added: Any such exercise of eminent domain would allow us to recover only the fair value of the affected properties.
+Added: In addition, “fair value” could be substantially less than the real market value of the property for a number of years, and we could effectively have no profit potential from properties acquired by the government through eminent domain.
+Added: Risks Related to Information Technology, Cybersecurity, and Data Protection
+Added: We are highly dependent on information systems, and systems failures could significantly disrupt our business, which may, in turn, negatively affect us and the value of our common stock.
+Added: Our operations are dependent upon our information systems that support our business processes, including marketing, leasing, vendor communications, finance, intercompany communications, our resident portals, and property management service platforms, which include certain automated processes that require access to telecommunications or the Internet, each of which is subject to system security risks.
+Added: Certain critical components of our platform are dependent upon third-party service providers, and a significant portion of our business operations are conducted over the Internet or through mobile applications.
+Added: As a result, we could be severely impacted by a catastrophic occurrence, such as a natural disaster or a terrorist attack, or a circumstance that disrupted access to telecommunications, the Internet, or operations at our third-party service providers, including viruses that could penetrate network security defenses and cause system failures and disruptions of operations.
+Added: Even though we believe we utilize appropriate duplication and back-up procedures, a significant outage in telecommunications, the Internet, or at our third-party service providers could negatively impact our operations.
+Added: If we are unable to effectively execute or maintain our information technology strategies or adopt new technologies and processes relevant to our service platform, our ability to deliver high-quality services to our residents may be materially impaired.
+Added: In addition, we make investments in new systems and tools to achieve competitive advantages and efficiencies.
+Added: Implementation of such investments in information technology could exceed estimated budgets, and we may experience challenges that prevent new strategies or technologies from being realized.
+Added: If we are unable to maintain current information technology and processes or encounter delays, or fail to exploit new technologies, then the execution of our business plans
+Added: may be disrupted.
+Added: Similarly, our associates require effective tools and techniques to perform functions integral to our business.
+Added: We currently use limited traditional and generative artificial intelligence (“AI”) solutions for certain marketing, administrative, and other functions.
+Added: We may incorporate additional generative AI solutions into our information systems in the future and these solutions may become important in our operations over time.
+Added: The ever-increasing use and evolution of technology, including cloud-based computing and generative AI, creates opportunities for the potential loss or misuse of personal data that we use in our business operations.
+Added: Unintentional dissemination or intentional destruction of confidential information stored in our or our third-party providers' systems, portable media, or storage devices may result in significantly increased business and security costs, a damaged reputation, administrative penalties, or costs related to defending legal claims.
+Added: Generative AI programs may be costly and require significant expertise to develop, may be difficult to set up and manage, and require periodic upgrades.
+Added: Our competitors or other third parties may incorporate generative AI into their information systems and operations more quickly or more successfully than us, which could impair our ability to compete effectively and adversely affect our results of operations.
+Added: Security breaches and other disruptions could compromise our information systems and expose us to liability, which would cause our business and reputation to suffer.
+Added: Information security risks have generally increased in recent years due to the rise in new technologies and the increased sophistication and activities of perpetrators of cyberattacks.
+Added: In the ordinary course of our business, we acquire and store sensitive data, including intellectual property, our proprietary business information, and personally identifiable information of our prospective and current residents, associates, and third-party service providers.
+Added: The secure processing and maintenance of such information is critical to our operations and business strategy.
+Added: Despite our security measures, our information technology and infrastructure are subject to ongoing threats and attacks and may be vulnerable to attacks by malicious third parties or breached due to employee error, malfeasance, or other disruptions.
+Added: Due to the nature of some of the attacks, there is a risk that they may remain undetected for a period of time.
+Added: Since the techniques used to obtain unauthorized access to systems, or to otherwise sabotage them, change frequently and are often not recognized until launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative measures.
+Added: While we have invested in the protection of data and information technology and implemented processes, procedures, and internal controls that are designed to mitigate cybersecurity risks and cyber intrusions, there can be no assurance that our efforts will prevent cyber incidents or security breaches.
+Added: Any such breach could compromise our networks and the information stored therein could be accessed, publicly disclosed, misused, lost, or stolen.
+Added: Any such access, disclosure or other loss of information could result in legal claims or proceedings, misstated or unreliable financial data, liability under laws that protect the privacy of personal information, regulatory penalties, disruption to our operations and the services we provide to customers, including our residents, or damage our reputation, any of which could adversely affect our results of operations, reputation, and competitive position.
+Added: We maintain cyber liability insurance;
+Added: however, this insurance may not be sufficient to cover the financial, legal, business, or reputational losses that may result from an interruption or breach of our systems.
+Added: In connection with our flexible work arrangements, a significant number of our associates work remotely on a recurring basis.
+Added: An extended period of remote work arrangements could strain our business continuity plans, introduce operational risk, including, but not limited to cybersecurity risks, and impair our ability to manage our business.
+Added: United States regulators have also increased their focus on cyber security vulnerabilities and risks.
+Added: Compliance with laws and regulations concerning cyber security, such as the recently enacted SEC rules requiring disclosure of material cybersecurity incidents, data governance, and data protection could result in significant expense, and any failure to comply could result in proceedings against us by regulatory authorities or other third parties.
+Added: See “— Our business is subject to laws and regulations regarding privacy, data protection, consumer protection, and other matters.
+Added: Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, changes to our business practices, monetary penalties, or otherwise harm our business.
+Added: Our business is subject to laws and regulations regarding privacy, data protection, consumer protection, and other matters.
+Added: Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, changes to our business practices, monetary penalties, or otherwise harm our business.
+Added: We are subject to a variety of laws and regulations that involve matters such as:
+Added: data protection;
+Added: personal information;
+Added: rights of publicity;
+Added: distribution;
+Added: data security;
+Added: data retention and deletion;
+Added: electronic contracts and other communications;
+Added: consumer protection;
+Added: and online payment services.
+Added: These laws and regulations are constantly evolving and can be subject to significant change.
+Added: As a result, the application, interpretation, and enforcement of these laws and regulations are often uncertain and may be interpreted and applied inconsistently.
+Added: Additionally, as we depend on third parties for key services (see “Risks Related to Our Business and Operations — Our dependence upon third parties for key services may have an adverse effect on our operating results or reputation if the third parties fail to perform ”), we rely on such third-party service providers’ compliance with laws and regulations regarding privacy, data protection, consumer protection, and other matters relating to our customers.
+Added: There are a number of legislative proposals at both the federal and state level, as well as other jurisdictions that could impose new obligations in areas affecting our business.
+Added: We are subject to numerous, complex, and frequently changing laws, regulations, and contractual obligations designed to protect personal information.
+Added: Various federal and state privacy and data security laws, such as the California Consumer Privacy Act, further expanded by the California Privacy Rights Act, and Nevada Privacy Law, or other regulatory standards create data privacy rights for users, including more ability to control how their data is shared with third parties.
+Added: These laws and regulations, as well as any associated inquiries or investigations or any other government actions, may be costly to comply with, require significant management time and attention, and subject us to remedies that may harm our business, including fines and other sanctions resulting from any related breaches of data privacy regulations or demands or orders that we modify or cease existing business practices.
+Added: Accidental or willful security breaches or other unauthorized access to our information systems or the systems of our service providers, suppliers, or other third parties, or the existence of computer viruses or malware (such as ransomware) in our or their data or software could expose us to a risk of information loss, business disruption, and misappropriation of proprietary and confidential information, including information relating to our residents and the personal information of our associates or third parties.
+Added: Such an event could disrupt our business and result in, among other things, unfavorable publicity, damage to our reputation, loss of our competitive information, litigation by affected parties and possible financial obligations for liabilities and damages related to the theft or misuse of such information, significant remediation costs, disruption of key business operations and significant diversion of our resources, as well as, any of which could have a material adverse effect on our business, profitability and financial condition.
+Added: See “— Security breaches and other disruptions could compromise our information systems and expose us to liability, which would cause our business and reputation to suffer.
Risks Related to Environmental, Social, and Governance Issues
Climate change and related environmental issues, related legislative and regulatory responses to climate change, and the transition to a lower-carbon economy may adversely affect our business.
−Removed: There is increasing concern that a gradual rise in global average temperatures due to increased concentration of carbon dioxide and other greenhouse gases in the atmosphere will cause significant changes in weather patterns around the globe, an increase in the frequency, severity, and duration of extreme weather conditions and natural disasters, and water scarcity and poor water quality.
+Added: There is increasing concern that a gradual rise in global average temperatures due to increased concentration of carbon dioxide and other greenhouse gases (“GHG”) in the atmosphere will cause significant changes in weather patterns around the globe, an increase in the frequency, severity, and duration of extreme weather conditions and natural disasters, and water scarcity and poor water quality.
These events could also compound adverse economic conditions.
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See “ — We are subject to risks from natural disasters such as earthquakes, wildfires, and severe weather .”
−Removed: Growing public concern about climate change has resulted in the increased focus of local, state, regional, national, and international regulatory bodies on greenhouse gas emissions and climate change issues.
−Removed: Policy changes and changes in federal, state, and local legislation and regulation based on concerns about climate change, including regulations aimed at limiting greenhouse gas emissions and the implementation of “green” building codes, could result in increased capital expenditures on our existing properties (for example, to improve their energy efficiency and/or resistance to inclement weather) without a corresponding increase in revenue, resulting in adverse impacts to our results of operations.
+Added: Growing public concern about climate change has resulted in the increased focus of local, state, regional, national, and international regulatory bodies on GHG emissions and climate change issues.
+Added: Policy changes and changes in federal, state, and local legislation and regulation based on concerns about climate change, including regulations aimed at limiting GHG emissions and the implementation of “green” building codes, could result in increased capital expenditures on our existing
+Added: properties (for example, to improve their energy efficiency and/or resistance to inclement weather) without a corresponding increase in revenue, resulting in adverse impacts to our results of operations.
+Added: In October 2023, California enacted the Climate Corporate Data Accountability Act and the Climate Related Financial Risk Act that will require large public and private companies that do business within the state to disclose their Scopes 1, 2, and 3 GHG emissions, with third-party assurance of GHG emissions information for certain entities, and issue public reports on their climate-related financial risk and related mitigation measures.
+Added: Unless modified prior to the effective date, both California laws require initial disclosures in 2026.
+Added: In 2023, California also enacted the Voluntary Carbon Market Disclosures Act, which requires companies that operate within the state and make certain climate-related claims to provide enhanced disclosures around the achievement of such claims, starting in 2024.
In March 2022, the SEC issued proposed rules on climate change disclosure requirements that, if adopted as proposed, will require disclosure of extensive and detailed climate-related information, by all registrants, including us.
2 unchanged sentences
Separately, the SEC has also announced that it is scrutinizing climate-change related disclosures in public filings, increasing the potential for enforcement if the SEC were to allege that our existing climate disclosures are misleading or deficient.
+Added: We expect regulatory disclosure requirements related to ESG matters to continue to expand, which has increased, and may continue to increase, our cost and burden of compliance and subject us to increased legal and reputational risk.
Any assessment of the potential impact of future climate change legislation, regulations, or industry standards, as well as any international treaties and accords, is uncertain given the wide scope of potential regulatory change.
3 unchanged sentences
Additional consequences of severe weather could include increased insurance premiums and deductibles or a decrease in the availability of coverage.
−Removed: See “Risks Related to Our Business and Industry — We may suffer losses that are not covered by insurance.
+Added: See “Risks Related to Our Business and Operations — We may suffer losses that are not covered by insurance.
We are subject to risks from events such as natural disasters, severe weather, and wildfires, which may have a significant negative effect on our financial condition and results of operations.
−Removed: Any and all of these factors may be exacerbated by global climate change.
+Added: Furthermore, global climate change may impact the effect of any and all of these factors.
Similarly, significant changes in precipitation could lead to increases in droughts or wildfires that could adversely impact demand for our properties.
The increases in property damage due to these events may also contribute to increased insurance premiums and deductibles or a decrease in the availability of coverage.
−Removed: See “Risks Related to Our Business and Industry — We may suffer losses that are not covered by insurance.
−Removed: ” As a result, our operating and financial
−Removed: results may vary significantly from one period to the next.
+Added: See “Risks Related to Our Business and Operations — We may suffer losses that are not covered by insurance.
+Added: ” As a result, our operating and financial results may vary significantly from one period to the next.
We have in the past and may in the future incur losses arising from natural disasters or severe weather.
8 unchanged sentences
In addition, third parties may sue the owner or operator of a site for damages based on personal injury, natural resources, or property damage or other costs, including investigation and clean-up costs, resulting from the environmental contamination.
−Removed: The presence of hazardous or toxic substances on one of our properties, or the failure to properly remediate a contaminated property, could give rise to a lien in favor of the government for costs it may incur to address the contamination or otherwise adversely affect our ability to sell or lease the property or borrow using the property as collateral.
+Added: The presence of hazardous or toxic substances on one of our properties, or the failure to properly remediate a contaminated property, could give rise to a
+Added: lien in favor of the government for costs it may incur to address the contamination or otherwise adversely affect our ability to sell or lease the property or borrow using the property as collateral.
Environmental laws also may impose restrictions on the manner in which property may be used or businesses may be operated.
15 unchanged sentences
In addition, investors may decide to refrain from investing in us as a result of their assessment of our approach to and consideration of the ESG factors.
+Added: Conversely, anti-ESG sentiment has gained some momentum across the United States.
+Added: ESG detractors may criticize our sustainability initiatives or take actions against us like boycotts or adverse media campaigns.
+Added: Moreover, several states have enacted or proposed “anti-ESG” policies or legislation.
+Added: For example, (i) boycott bills in certain states target financial institutions that are perceived as “boycotting” or “discriminating against” companies in certain industries and prohibit state entities from doing business with such institutions and/or investing the state’s assets (including pension plan assets) through such institutions;
+Added: and (ii) ESG investment prohibitions in certain states require that relevant state entities or managers/administrators of state investments make investments based solely on pecuniary factors without consideration of ESG factors.
+Added: Failure to successfully manage divergent ESG-related expectations across stakeholders could erode stakeholder trust, impact our reputation, and adversely affect our business.
Risks Related to Our Indebtedness
7 unchanged sentences
(5) any default on our indebtedness could result in acceleration of those obligations and possible loss of property to foreclosure;
−Removed: (6) the risk that necessary capital expenditures cannot be financed on favorable terms;
+Added: (6) the risk that necessary capital expenditures
+Added: cannot be financed on favorable terms;
and (7) the value of the collateral securing our indebtedness may fluctuate and fall below the amount of indebtedness it secures.
2 unchanged sentences
Natural disasters, geopolitical turmoil, medical epidemics and pandemics, economic instability, or other causes could have material and adverse effect on our residents’ ability to meet their lease obligations and our ability to collect rent or enforce remedies for failure to pay rent thereby reducing our cash flows, and the resulting impact on rental and other property income could impact our ability to make all required debt service payments and to continue paying dividends to our stockholders at expected levels or at all.
−Removed: See “— Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease .”
+Added: See “Risks Related to Our Business Environment and Industry — Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease .”
We utilize a significant amount of indebtedness in the operation of our business.
19 unchanged sentences
Our access to additional third-party sources of financing will depend, in part, on:
−Removed: • unfavorable global and United States economic conditions (including inflation and interest rates), uncertainty in financial markets, and geopolitical tensions;
+Added: • unfavorable global and United States economic conditions (including inflation and interest rates), uncertainty in financial markets (including due to bank failures), and geopolitical tensions;
• the market’s perception of our growth potential;
5 unchanged sentences
Potential lenders may be unwilling or unable to provide us with financing that is attractive to us or may charge us prohibitively high fees in order to obtain financing.
−Removed: Consequently, there is uncertainty regarding our ability to access the credit markets in order to attract financing on reasonable terms.
+Added: Consequently, there is uncertainty regarding our ability to access the
+Added: credit markets in order to attract financing on reasonable terms.
Investment returns on our assets and our ability to make acquisitions could be adversely affected by our inability to secure financing on reasonable terms, if at all.
22 unchanged sentences
Current adverse macroeconomic conditions, including inflation, rising interest rates, slower growth, economic uncertainty, and a general decline in business activity, have caused dislocations, il liquidity, and volatility in the market for asset-backed securities and mortgage-backed securities, as well as disruption in the wider global financial markets, including a significant reduction of investor demand for, and purchases of, asset-backed securities and structured financial products.
−Removed: Disruptions of the securitization market could preclude our ability to use mortgage loans as a financing source or could render it an inefficient source of financing, making us more dependent on alternative sourcing of financing that might not be as favorable as mortgage loans in otherwise favorable markets.
+Added: Disruptions of the securitization market could
+Added: preclude our ability to use mortgage loans as a financing source or could render it an inefficient source of financing, making us more dependent on alternative sourcing of financing that might not be as favorable as mortgage loans in otherwise favorable markets.
In addition, in the United States and elsewhere, there is now increased political and regulatory scrutiny of the asset-backed securities industry.
10 unchanged sentences
Borrowings under our debt instruments totaling $3,868.0 million as of December 31, 2023, bear interest at variable rates and expose us to interest rate risk.
−Removed: In response to increasing inflation, the United States Federal Reserve began to raise short-term interest rates in March 2022 for the first time in over three years and has signaled it expects to make additional rate increases.
+Added: In response to increasing inflation, the United States Federal Reserve began to raise short-term interest rates in March 2022 for the first time in over three years and continued raising rates throughout the first half of 2023.
+Added: Recently, the Federal Reserve has signaled it expects to hold rates steady.
Rising interest rates could lead to the increases in debt service obligations on our variable rate indebtedness even though the amount borrowed remained the same, and our earnings and cash flows could correspondingly decrease.
8 unchanged sentences
See “Risks Related to our REIT Status and Certain Other Tax Items — Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities.
−Removed: Expected phasing out of LIBOR may adversely affect the capital markets and our ability to raise capital.
−Removed: When LIBOR is discontinued, our variable rate debt agreements and financial instruments may be calculated using another base rate.
−Removed: The Financial Conduct Authority of the United Kingdom, which has statutory powers to require panel banks to contribute to LIBOR, has announced that it will cease publication of one month USD LIBOR immediately after June 30, 2023.
−Removed: Accordingly, in the near future LIBOR will cease being a widely used benchmark interest rate.
−Removed: The current and any future reforms and other pressures may cause LIBOR to be replaced with a new benchmark or to perform differently than in the past, including during the transition period.
−Removed: As of December 31, 2022, we had $3,161.0 million of variable rate debt outstanding and $3,820.0 million of interest rate swaps that reference one month LIBOR as the benchmark rate to determine the applicable interest rate or payment amount and for which maturities extend past June 2023 (assuming all extensions are exercised).
−Removed: Although our existing variable rate debt and derivative agreements provide for a prescribed transition to an alternate rate, the Secured Overnight Financing Rate (“SOFR”), we are engaging with each of the respective counterparties to modify the existing provisions to better align the application of the terms of these debt and derivative agreements with respect to the SOFR index.
−Removed: We anticipate completing the transition to SOFR prior to the expiration of LIBOR on June 30, 2023.
−Removed: Nevertheless, the consequences of these market developments cannot be entirely predicted and a transition from LIBOR, even if administered consistent with the agreements’ provisions, could impact the cost of our variable rate indebtedness and cash flows related to our interest rate swap agreements.
−Removed: If one month LIBOR is discontinued during 2023 as expected, there may be uncertainty or differences in the calculation of the applicable interest rate or payment amount, depending on the terms of the agreement, and significant management time and attention may be required to transition to using the new benchmark rates and to implement necessary changes to our financial models.
−Removed: This could result in different financial performance for previously recorded transactions and may impact our existing transaction data, operations, and pricing processes.
−Removed: The calculation of interest rates and swap payments under the replacement benchmarks could also impact our net interest expense.
−Removed: LIBOR may perform differently during the phase-out period than in the past which could result in an adverse impact on the market for or value of any LIBOR-based securities, loans, derivatives, and other financial obligations or extensions of credit held by us and on our overall financial condition or results of operations.
−Removed: Additionally, debt holders, governing bodies, and/or we may decide to transition to a successor rate prior to the expected LIBOR phase-out date.
−Removed: It is possible that such transition prior to the expected LIBOR phase-out would be carried out using different procedures than are contemplated by the existing agreements underlying our outstanding variable rate indebtedness and interest rate swap agreements, which could impact the cost of our variable rate indebtedness and cash flows related to our interest rate swap agreements.
Risks Related to Our Organization, Structure, and Ownership of Our Common Stock
Provisions of Maryland law may limit the ability of a third party to acquire control of us by requiring our board of directors or stockholders to approve proposals to acquire our company or effect a change in control.
−Removed: Certain provisions of the Maryland General Corporation Law (the “MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change in control under circumstances that otherwise could
−Removed: provide our stockholders with the opportunity to realize a premium over the then-prevailing market price of their shares of common stock, including:
+Added: Certain provisions of the Maryland General Corporation Law (the “MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change in control under circumstances that otherwise could provide our stockholders with the opportunity to realize a premium over the then-prevailing market price of their shares of common stock, including:
• “business combination” provisions that, subject to certain exceptions and limitations, prohibit certain business combinations between a Maryland corporation and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our outstanding voting stock or an affiliate or associate of ours who, at any time within the two-year period immediately prior to the date in question, was the beneficial owner of 10% or more of the voting power of our then outstanding shares of stock) or an affiliate of any interested stockholder for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter imposes two super-majority stockholder voting requirements on these combinations, unless, among other conditions, our common stockholders receive a minimum price, as defined in the MGCL, for their shares of stock and the consideration is received in cash or in the same form as previously paid by the interested stockholder for its shares of stock;
9 unchanged sentences
Our board of directors may also classify or reclassify any unissued stock and set or change the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption of any such stock, which rights may be superior to those of our common stock.
−Removed: Thus, our board of directors could authorize the issuance of shares of a class or series of stock with terms and conditions which could have the effect of discouraging a takeover or other transaction in which holders of some or a majority of our outstanding common stock might receive a premium for their shares of stock over the then current market price of our common stock.
+Added: Thus, our board of directors could authorize the issuance of shares of a class or series of stock with terms and conditions which could have the effect of discouraging a takeover or other transaction in which holders of some or a majority
+Added: of our outstanding common stock might receive a premium for their shares of stock over the then current market price of our common stock.
Our rights and the rights of our stockholders to take action against our directors and officers are limited.
12 unchanged sentences
Our charter also provides that, to the maximum extent permitted from time to time by Maryland law, in the event that any of our non-employee directors, or any of their respective affiliates, acquires knowledge of a potential transaction or other business opportunity, such person will have no duty to communicate or offer such transaction or business opportunity to us or any of our affiliates and may take any such opportunity for itself, himself, or herself or offer it to another person or entity unless the business opportunity is expressly offered to such person in his or her capacity as our director.
−Removed: These provisions may limit our ability to pursue business or investment opportunities that we might otherwise have had the opportunity to pursue, which could have an adverse effect on our financial condition, our results of operations, our cash flow, the per share trading price of our common stock, and our ability to satisfy our debt service obligations and to pay dividends to our stockholders.
+Added: These provisions may limit our ability to pursue business or investment opportunities that we might otherwise have had the opportunity to pursue, which could have an adverse effect on our financial condition, our results of operations, our cash flow, the per share
+Added: trading price of our common stock, and our ability to satisfy our debt service obligations and to pay dividends to our stockholders.
Risks Related to our REIT Status and Certain Other Tax Items
19 unchanged sentences
For instance, at the end of each calendar quarter, at least 75% of the value of our assets must consist of cash, cash items, government securities, and qualified REIT real estate assets.
−Removed: The remainder of our investments in securities (other than qualified real estate assets and government securities) generally cannot include more than 10% of the outstanding voting securities of any one issuer or 10% of the total value of the outstanding securities of any one issuer unless we and such issuer jointly elect for such issuer to be treated as a TRS under the Code.
−Removed: The total value of all of our investments in TRSs cannot
−Removed: exceed 20% of the value of our total assets.
+Added: The remainder of our investments in securities (other than
+Added: qualified real estate assets and government securities) generally cannot include more than 10% of the outstanding voting securities of any one issuer or 10% of the total value of the outstanding securities of any one issuer unless we and such issuer jointly elect for such issuer to be treated as a TRS under the Code.
+Added: The total value of all of our investments in TRSs cannot exceed 20% of the value of our total assets.
In addition, no more than 5% of the value of our assets (other than qualified real estate assets and government securities) can consist of the securities of any one issuer other than a TRS.
23 unchanged sentences
Even if we qualify to be subject to United States federal income tax as a REIT, we could be subject to tax on any unrealized net built-in gains in certain assets.
−Removed: As part of our pre-IPO reorganization transactions, we acquired certain appreciated assets that were held (directly or indirectly) in part by one or more C corporations in transactions in which the adjusted tax basis of the assets in our hands is determined by reference to the adjusted basis of such assets in the hands of such C corporations.
−Removed: If we dispose of any such appreciated assets during the five-year period following the date we acquired those assets, we will be subject to United States federal income tax on the portion of such gain attributable to such C corporations at the highest corporate tax rates to the
−Removed: extent of the excess of the fair market value of such assets on the date that we acquired those assets over the adjusted tax basis of such assets on such date, which are referred to as built-in gains.
+Added: As part of our pre-IPO reorganization transactions, we acquired certain appreciated assets that were held (directly or indirectly) in part by one or more C corporations in transactions in which the adjusted tax basis of the assets in our hands is
+Added: determined by reference to the adjusted basis of such assets in the hands of such C corporations.
+Added: If we dispose of any such appreciated assets during the five-year period following the date we acquired those assets, we will be subject to United States federal income tax on the portion of such gain attributable to such C corporations at the highest corporate tax rates to the extent of the excess of the fair market value of such assets on the date that we acquired those assets over the adjusted tax basis of such assets on such date, which are referred to as built-in gains.
Further, such built-in gains may also be subject to certain state income taxes, for a length of time equal to or exceeding the federal five-year period.
20 unchanged sentences
Furthermore, if such cash available for distribution decreases in future periods from expected levels, our inability to make the expected distributions could result in a decrease in the market price of our common stock.
−Removed: In addition, our charter allows us to issue preferred stock that could have a preference over our common stock as to distributions.
−Removed: All distributions will be made at the sole discretion of our board of directors and will depend upon a number of factors, including our actual and projected results of operations, financial condition, cash flows and liquidity, maintenance of our REIT qualification and
−Removed: other tax considerations, capital expenditure and other obligations, debt covenants, contractual prohibitions or other limitations, and applicable law and such other matters as our board of directors may deem relevant from time to time.
+Added: In addition, our charter
+Added: allows us to issue preferred stock that could have a preference over our common stock as to distributions.
+Added: All distributions will be made at the sole discretion of our board of directors and will depend upon a number of factors, including our actual and projected results of operations, financial condition, cash flows and liquidity, maintenance of our REIT qualification and other tax considerations, capital expenditure and other obligations, debt covenants, contractual prohibitions or other limitations, and applicable law and such other matters as our board of directors may deem relevant from time to time.
We may not be able to make distributions in the future.
24 unchanged sentences
There can be no assurance that we will be able to comply with the TRS limitations or avoid application of the 100% excise tax.
−Removed: UNRESOLVED STAFF COMMENTS
−Removed: Our headquarters are located in Dallas, Texas at 1717 Main Street.
−Removed: The information required by this Item is included in a separate section in this Annual Report on Form 10-K.
−Removed: “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Our Portfolio,” which is incorporated herein by reference.
−Removed: LEGAL PROCEEDINGS
−Removed: We are not subject to any material litigation nor, to management’s knowledge, is any material litigation currently threatened against us other than routine litigation and administrative proceedings arising in the ordinary course of business.
−Removed: MINE SAFETY DISCLOSURES
−Removed: Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.